18 Jun 2020 16:07
18 June 2020
Tremor International Ltd
("Tremor" or the "Company")
Results of Annual General Meeting
Tremor International Ltd (AIM: TRMR), a global leader in advertising technologies, confirms that at the Annual General Meeting of the Company, held earlier today, all resolutions were duly passed.
The Company is therefore pleased to confirm that, further to the announcement on 2 March 2020, Sagi Niri, the Company's Chief Financial Officer, has been appointed to the Board with immediate effect. In addition, further to the announcement on 6 January 2020, Norman Johnston has been appointed Non-executive Director of the Company with immediate effect.
The total number of votes received on each resolution put to the AGM was as follows:
# |
Resolution |
VotesFOR |
% |
Votes AGAINST |
% | Total Votes Cast (excluding Votes WITHHELD) |
Votes WITHELD |
1 | Re-elect Timothy Weller as an independent non-executive director
| 64,519,412 | 99.9% | 7,945 | 0.1% | 64,527,357 | 0 |
2 | Re-elect Christopher Stibbs as an independent non-executive director
| 63,419,412 | 98.3% | 1,107,945 | 1.7% | 64,527,357 | 0 |
3 | Re-elect Rebekah Brooks as a non-executive director
| 64,492,245 | 99.9% | 35,112 | 0.1% | 64,527,357 | 0 |
4 | Re-elect Ofer Druker as director
| 64,520,202 | 99.9% | 7,155 | 0.1% | 64,527,357 | 0 |
5 | Re-elect Yaniv Carmi as director
| 63,419,615 | 98.3% | 1,107,742 | 1.7% | 64,527,357 | 0 |
6 | Re-elect Neil Jones as a non-executive director and external director
| 63,427,357 | 98.3% | 1,100,000 | 1.7% | 64,527,357 | 0 |
7 | Re-elect Joanna Parnell as a non-executive director and external director | 63,427,357 | 98.3% | 1,100,000 | 1.7% | 64,527,357 | 0 |
8 | Elect Sagi Niri as director | 64,522,260 | 99.9% | 5,097 | 0.1% | 64,527,357 | 0 |
9 | Elect Norm Johnston as a non-executive director | 63,421,478 | 98.3% | 1,105,879 | 1.7% | 64,527,357 | 0 |
10 | Re-appoint Somekh Chaikin, a member firm of KPMG International, as auditors | 64,521,501 | 99.9% | 5,856 | 0.1% | 64,527,357 | 0 |
11 | Increase the maximum size of the Company's Board from seven to nine directors | 63,419,435 | 98.3% | 1,105,856 | 1.7% | 64,525,291 | 2,066 |
Notes:
Link Asset Services acted as scrutineer of the poll on all resolutions.
· A vote "Withheld" is not a vote in law and is not counted in the calculation of the votes cast "For" or "Against" the resolution.
· Votes "For" and "Against" are expressed as a percentage of votes validly cast for that resolution at the AGM, excluding any "Withheld" votes.
· As at 17 June 2020, the Company's issued share capital consists of 134,981,867 ordinary shares with a nominal value of NIS0.01 each, along with 24,009,350 shares reclassified as dormant shares under the Israeli Companies Law (without any rights attached thereon). The Company holds these dormant shares in treasury. Therefore, the total number of shares with voting rights is 134,981,867.
The following information is disclosed in accordance with Schedule 2(g) of the AIM Rules for Companies in connection with the appointment of Norm Johnston to the Board of the Company as a Non-Executive Director:
Full name: Norman ("Norm") Thomas Johnston, Age: 54 years
Current Directorships/Partnerships: | Directorships/Partnerships held in the past five years: |
None | Unruly Group Limited Unruly Holdings Limited Unruly Media Ltd Unruly Media Inc Unruly Media AB Unruly Media AS Unruly Media Pte Ltd Unruly Media Pty Ltd Unruly Media KK Unmedia Video Distribution Sdn Bhd
|
The following information is disclosed in accordance with Schedule 2(g) of the AIM Rules for Companies in connection with the appointment of Sagi Niri to the Board of the Company as a Chief Financial Officer
Full name: Sagi Niri, Age: 48 years
Current Directorships/Partnerships: | Directorships/Partnerships held in the past five years: |
Coolulu Limited | Matomy Media Group Ltd Labtech London Ltd |
Sagi does not hold any shares in the Company. Mr Niri holds 600,000 restricted stock units over Ordinary Shares of NIS0.01 each in the capital of the Company ("RSUs" and "Ordinary Shares") as part of his remuneration package, with (i) 300,000 of the RSUs vesting gradually over a four year period, subject to compliance with performance criteria determined by the Company's Remuneration Committee and the Board, and the continued employment of Mr Niri by the Company or a subsidiary on the applicable vesting dates, and (ii) 300,000 of the RSUs vesting gradually over a four year period, subject to the continues employment of Mr Niri by the Company or a subsidiary on the applicable vesting dates.
For further information please contact:
Tremor International Ltd Ofer Druker, Chief Executive Officer Sagi Niri, Chief Financial Officer
| via Vigo Communications |
finnCap Ltd (Nominated Adviser) Corporate Finance - Jonny Franklin-Adams, James Thompson, Hannah Boros ECM - Tim Redfern, Richard Chambers
| Tel: +44 (0)20 7220 0500 |
Vigo Communications (Financial Public Relations) Jeremy Garcia Antonia Pollock Charlie Neish tremor@vigocomms.com | Tel: +44 (0)20 7390 0230 |
About Tremor International
Tremor International Ltd is a global leader in advertising technologies, it has three core divisions: Tremor Video, RhythmOne and Unruly.
Tremor Video helps advertisers deliver impactful brand stories across all screens through the power of innovative video technology combined with advanced audience data and captivating creative. Tremor Video is one of the largest and most innovative video advertising companies in North America, with offerings in CTV, in stream, and in-app.
The media side of Tremor, RhythmOne, drives real business outcomes in multiscreen advertising. Its highly ranked programmatic platform efficiently and effectively delivers performance, quality, and actionable data to demand and supply-focused clients and partners.
Unruly is a strong video marketplace with more than 2,000 direct integrations with publishers, unique demand relationships with the world's biggest advertisers and privileged access to News Corp inventory. Unruly works with 95% of the AdAge 100 and 82% of video views are delivered across Comscore 1,000 sites.
Tremor International Ltd is headquartered in Israel and maintains offices throughout the US and Canada, Europe, Asia-Pacific and Australia and is traded on the London Stock Exchange (AIM: TRMR).